Twenty Years in the Making
by HANNAH GRACEx
Summary: What if Jenny never brought Allison back from Hudson? Lily/Rufus. Rating for now, could go up in future chapters. ch. 5 edited and re-posted.
1. Revelations

a/n: So this is my first GG fanfic

a/n: So this is my first GG fanfic. I actually didn't watch the show all season and then discovered it like three days ago. I'm pathetic, I know but I was bored and my friends are all on a beach somewhere. And Lily and Rufus are just so freaking cute!

Summary: What would have happened if Jenny didn't bring her mother back from Hudson, but the Van der Woodsens still joined the Humphrey's for Thanksgiving?

Lily knows it not a good idea. She knows that she and Rufus should probably avoid each other. Because he has a wife (kind of) and she has a… Bart (for the moment), and when she looks at him she has to admit that those feelings that she had for him twenty years ago never really disappeared.

She knows she's trapped and she can't avoid Thanksgiving with the Humphrey's because Serena is already suspicious and she isn't really in the mood for an inquisition. So she calls Rufus to inform him of her pending arrival, and she tells him that she's looking forward to seeing him. She can't help herself.

Throughout the meal, which she admits is very good, though it's not gourmet and the mashed potatoes could used a little more salt, she and Rufus act as though they've never met, and they almost get away with it until Rosewood comes up. And Jenny talks about how he wrote it for Allison, which makes her mad because that's the song he wrote for her. And for just a moment she forgets herself and blurts out her sarcastic retort,

"Really Rufus? And here I was thinking it was about me, you did tell me that didn't you? While we were in Saya Lida? Maybe I heard you wrong."

And then she realizes what she said and her hand goes up to her mouth and the room falls silent. She and Rufus lock eyes and she sees nostalgia and a hint of mischief, because he doesn't give a damn if the kids know about their past, and she does, and she spilled the beans.

She feels nauseous, and though she won't admit it she feels a little nostalgic too.

The kids are all staring at her and she doesn't even know where to begin, so she glares at Rufus, because this must be his fault somehow, and returns to her meal.

"Dad, what the hell is she talking about?" Dan asks his father, his tone half confused, half angry.

"No, how about since my mother had an outburst, she can explain," Serena interrupts and Lily's head shoots up, she glances at Rufus again only to see him smirking at her.

"Rufus if you don't stop smiling at me I swear to god—''

"What will you do Lil? There's no use hiding anything from them any longer and you know it."

Lily shoots him another glare and is silent for a moment, choosing her next words carefully.

"Rufus and I were… romantically involved. It was many years ago and—"

Lily's speech was cut off by a chorus of groans coming from the kids.

"Oh, and for the record Lil, the song was about you," Rufus said quietly so the kids wouldn't overhear.

"All right, I think I've had just about enough of these revelations for today, Dan, do you want to get out of here? Jenny, Eric, you guys can come too," announced Serena. Before they knew it, their kids were gone, leaving Rufus and Lily alone in the apartment.

Spotted: the entire Van der Woodsen clan was seen entering the humble Humphrey abode on Thanksgiving. What's S's mom doing on the wrong side of the bridge? And even more suspicious, Lonely Boy, S, Little J, and Eric were seen leaving together, sans parents. What could S's mom and Mr. Lonely Boy be doing all alone?

XOXO

Gossip Girl


	2. Cleaning Up and Making Plans

a/n: Here's the second chapter, reviews are appreciated but obviously not required.

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Lily and Rufus sat at the table for a while after the kids left, staring at each other but not saying anything. Finally Lily broke the spell and got up,

"I should go." She got up and grabbed her coat.

"Wait Lil, don't go. I know I'm not your favorite person right now, but its Thanksgiving. Besides, we can wait for the kids; they're bound to wander back here eventually."

"But it's highly inappropriate for me to be here alone with you."

"It wasn't highly inappropriate the last time you were here waiting for the kids was it? And it's only highly inappropriate if we make it highly inappropriate."

She stared at him for a moment, seemingly weighing her options, then sighed and sat back down at the table. She took a sip of her wine in the elegant way that only she could.

"So you told your kids that you wrote Rosewood about Allison?"

"Well… she kind of assumed and I just didn't correct her. You were right, she does despise you. I don't really know what her reaction to me writing a love song about you would have been."

"Of course she despises me, the women is obviously threatened by me."

"Wow Lil, that wasn't at all arrogant."

"It's the truth, would you deny it?"

He rolled his eyes, defeated. Allison was very much threatened by Lily. And she probably had good reason, because Lily was his first (and only?) great love. And she hadn't changed a bit, despite the Upper East Side persona he could look into her eyes and see that she was still the same Lily that hadn't batted an eye about sleeping in a dirty old bus with 5 guys and loved watching the sunset. She was more guarded of course, and she had lost her innocence and idealism, three marriages and three divorces will do that to a person. But beneath the cynicism and hard exterior he was sure his Lily was in there somewhere.

"Penny for your thoughts," her voice brought him out of his thoughts.

"Oh, I was just thinking about how you've barely changed at all in twenty years."

"Excuse me? Twenty years ago I was a groupie who went gallivanting around the country with you and slept in a tour bus. I don't even recognize that person anymore."

"Really Lily? Because I remember you as a sarcastic, slightly arrogant groupie who went gallivanting all over the country with me. Minus the groupie status you haven't changed a bit."

"I am not arrogant! Just sure of myself, there's nothing wrong with that."

He smiled at her and she smiled back. That man… knew exactly how to get under her skin in the best possible way. As soon as that thought entered her brain she shook it off. She had Bart. And Serena would through a fit if anything happened between Lily and her boyfriends father, if her reaction to finding out about their past was any indication. She got out of her chair and announced that they should clear the table.

"Are you sure you don't need me to show you how to wash the dishes?" Rufus asked her.

"That's funny Rufus. Now get up."

And so they cleared the table, wrapped up the leftovers and began doing the dishes. Lily found herself wishing that he would stroke the inside of her wrist the way he did last time they stood together in this kitchen… the way he always did when they were together. But that was a life time ago and as much as she wished she could go back she knew it was impossible. They fell into a comfortable silence, smiling at each other once in a while. Lily wondered if maybe they could be friends, a romance was entirely out of the question, but at least it was something.

The voices of their children jarred her from her thoughts. They reentered the apartment and Serena looked at her suspiciously when she saw that she was still there.

"Mom, you're still here?"

"Well I couldn't very well leave Rufus here to clean up this mess after your rather abrupt exit, could I?"

"I suppose not… let's go."

The three Van der Woodsens put on their jackets and while Serena was saying goodbye to Dan Lily pecked Rufus on the cheek and whispered,

"Call me, we should have coffee sometime."

One last smile between the former lovers and they were gone.

I'm absolutely dying to know what went on between Lonely Boy senior and L. Did they canoodle while the kids were away? Send me tips.

XOXO

Gossip Girl


	3. Freaking Out and Decisions

A/n: oh gee, the third installment of this epic tale. This chapter is going to have over a thousand words, I've decided. Review if you are so inclined.

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On the cab ride home from Brooklyn, the tension between the three Van der Woodsens was immense. Serena kept shooting glares at Lily, like it was her fault that Serena's boyfriend's father also happened to be her ex. Her past was really none of her daughter's business, though Serena was sure to have a different opinion on the matter, one that she would not hesitate to voice. Sometimes Lily could see so much of herself in her daughter. She wasn't sure if that was a good thing.

"Serena, I've had about enough of this. Rufus is in my past, I can't change that, and I won't have you angry at me because of it."

"You should have told me."

"And why is that? Did you ever think that maybe it's not something I particularly like to talk about?"

"What, are you still in love with him or something?"

"Did I say that? This conversation is over. Whatever past I have with Rufus has nothing to do with you and Dan."

"Are you kidding me? This has everything to do with Dan and me! My life would be so much simpler if you'd stop whoring around."

Lily's mouth dropped open at that, and tears began to gather at the corners of her eyes. She turned her head away from her children as uncontrollable tears slid down her cheeks. Her own daughter calling her a whore was not really something Lily was prepared for. She didn't really have the strength for this battle with Serena right now. Luckily, the taxi pulled up at the palace a moment later, providing Lily with the escape she so dearly needed. She quickly got out of the cab and hurried to the elevator without looking at her children.

Once she arrived in their suite she hid herself away in her room and quickly dialed Rufus' number. It probably wasn't a good idea. She did it anyway. Dan answered the phone.

'Great, just what I need,' she thought.

"Is your father there?" She asked, willing her voice not to shake. She needed to talk to him.

"Hello?"

"Rufus."

"Lily? What's wrong?"

"We just had a very strange and dysfunctional Thanksgiving together. The kids found out about our past because I couldn't keep my stupid mouth shut. Serena called me a whore." She blurted out, "And I know she's angry because our past complicates her life and all, but it hurts, you know?"

"Oh, Lil, calm down. You can't let her get to you. Teenagers say things they don't mean all the time; she was way out of line."

"That's just it, though. She's right, isn't she? I was a groupie for god sakes. And she doesn't even know about that! She's just going on the three marriages, apparent illicit affair with you, and… Bart."

"Lily Van der Woodsen! Since when do you care what anyone thinks of you?"

"Since my daughter called me a whore! And if my own daughters thinks that way about me… imagine what everyone else thinks. Jesus Christ, I probably have a reputation, how did I not see this before?"

"Lily, I'm sure people have better things to gossip about than your love life."

"I hope so…"

"So, is your freak out over? Do you need me to come to Manhattan to console you?" He asked her, half joking.

"Oh, no no no. That would be a very bad idea. I'll be fine. Sorry."

"No problem. Now, about that coffee you mentioned? How about we make it a lunch?"

"Sounds good to me. Just don't tell your kids, because they'll tell my kids, and I've heard enough of their opinions about my love life."

"Oh, so I'm part of your love life now?"

"What did I tell you about being cute, Rufus? You know what I mean."

"Yeah, yeah. So noon tomorrow?"

"Looking forward to it."

"As am I. Bye, Lil."

"Bye, Rufus."

As Lily hung up the phone, she wondered if she was making a mistake. Usually, when you want to forget about your feelings about someone, you don't have lunch with them. But really, it was Rufus, and she didn't think she had enough of a spine to refuse him. He had always been different from all the others. It had nearly killed her when she broke it off all those years ago, and she had regretted the decision as soon as she made it. She hadn't been strong enough then, to face the reality that was being with Rufus. She wasn't sure if she was now either. Back then, being with him had meant disappointing her mother, which she didn't much care about, but also losing her inheritance and the life she was accustomed to. It was shallow and selfish of course, and she had been disgusted with herself.

Now, being with Rufus meant disappointing and angering her daughter, the most important thing in the world to Lily. She wasn't sure if she could do it, and have Serena look at her the way she had today on a regular basis. If only she could see how much Lily loved Rufus, but she probably wouldn't understand.

As a most interesting Thanksgiving drew to a close, Lily Van der Woodsen sat in her suite in the palace hotel and made a decision. If she was to see Rufus Humphrey and have a relationship with him, romantic or otherwise, it would have to be kept a secret.

On the other side of the bridge the same Rufus Humphrey made a decision of his own. He would make Lily Van der Woodsen, the love of his life; see that they were meant for each other. It would be no easy feat, Lily was one of the most stubborn and impossible people he had ever had the pleasure of meeting. She would fight him every step of the way, he had no doubt about that. He would get through to her somehow. Oh, and he would send his so-called "wife" in Hudson divorce papers as soon as possible.

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Spotted: Lily Van der Woodsen practically running into the palace, apparently in tears. Who could have melted the ice queen of the Upper East Side? Could it have been Mr. Lonely Boy himself, or was it S and E, seen arriving shortly after, looking slightly guilty?

I'm intrigued.

XOXO

Gossip Girl


	4. Looking Back and Apologies

A/n: This chapter might be a little cheesy. And there's no Lily/Rufus. After this chapter I'm not really sure where I want this to go. So read, review, and give me suggestions. Also, if someone would be willing to beta this for me, PM/email me!

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Serena felt completely guilty for saying what she did to her mother. Lily had never been one of those touchy feely mothers, but she had always done everything in her power to make sure she and Eric were as happy as possible. She had been through a lot, with Eric trying to kill himself, and Serena's out of control behavior before she went off to boarding school. Serena and Eric sometimes took her for granted. They took whatever she gave them, but weren't actually very interested in spending time with their mother.

Serena realized her mother was probably lonely. She was beautiful and strong, but also very sad. Maybe that was why she kept getting married. She was trying to fill a hole in her life. Serena could never remember her mother ever being truly happy, there had always been fake smiles to cover up her true feelings, leading some people to believe that she was cold. If there was anything Lily Van der Woodsen was good at, it was putting on a mask.

Serena knew very little about her mother, she realized. She never spoke of her past, before Eric and Serena were born. But then again, Serena never cared to ask.

Serena was surprised at Lily's reaction to her verbal attack in the taxi. She had never seen Lily cry before, not once during any of her divorces, and not even when Serena's grandfather died a few years back. How badly must she have hurt Lily to actually bring the tears that had failed to come at any other time?

She needed to apologize, of course. She hadn't meant to say what she did. Her mother had done nothing to deserve that sort of treatment. She hadn't even wanted to go to the Humphrey's. Or at least that was what she claimed. It was none of Serena's business either way, she had been out of line and cruel with her comments.

If only she could muster the courage to knock on Lily's door. She really had no idea what to expect after her mother's earlier out of character behavior. Would she yell at her (which she probably deserved), would she still be crying (god, Serena hoped not), would she even talk to her?

"Just do it," Eric's voice came from behind her, causing Serena to jump.

"God Eric, you scared me."

"Stop stalling and apologize. You really hurt her this time Serena."

"I know, and I feel awful! I didn't mean it, really. It's just that, things with Dan and me are really great, and this complicates them."

"I think you should tell mom that, not me."

"You're right," Serena sighed and knocked on Lily's door, holding her breath until she heard the soft,

"Come in," from inside.

She entered the room hesitantly,

"Mom?" She looked at her mother who was sitting on her bed, cell phone in hand. She was thankfully not crying, but there was a sad look in her eyes that told Serena that he had definitely not forgotten the earlier exchange.

"Mom, I wanted to tell you I'm sorry about before, I didn't mean what I said. I was just mad and scared that I'm going to loose Dan over this."

"Oh, it's fine."

"No, it's not. I was out of line, you are not a whore, and I know I hurt you and I'm sorry."

"You know I love you more than anything, right Serena? I would never do anything that would keep you from being happy. That's why I didn't tell you about me and Rufus."

"I know mom, I understand that now… so tell me about you and Rufus!"

"What? Oh, no, that's not really—"

"Please mom! Were you guys a lot like me and Dan?"

"Eerily similar. You remind me a lot of myself when I was young. I was a bit… rebellious. I drove me mother crazy."

"Are you saying that I drive you crazy."

"That's exactly what I'm saying."

"Really, and here I was thinking that I was the poster child for a perfect daughter."

Lily burst out laughing at that.

"I think you have a little work to do before achieving that particular goal."

Serena laughed along with her mother before becoming serious again. She reached out and grabbed her mother's hand,

"Seriously though mom, I'm so sorry about before. I appreciate everything you've done for Eric and me, even though I know we don't tell you that often enough."

For the second time that day, Serena Van der Woodsen saw tears gather in her mothers eyes, this time they were caused by joy instead of sorrow. Serena realized how much her words had truly hurt her mother. Lily reached out and cupped her daughters cheek,

"You have no idea how much that means to me. Before you left for boarding school I thought I was losing you for good. And that scared me. I'm so proud of you for taking control of your life and changing for it the better."

"I'm glad too Mom, and I'm so much happier now. I really love Dan."

Lily smiled at her daughter's declaration. Dan and Serena really were so like she and Rufus. She could only hope and pray that her daughter wouldn't make the same mistakes she did.

"You know, I dated a boy a lot like Dan once. Once you find someone like him, who knows you and your flaws and loves you anyways, you should hold on to him forever."

"What happened to him?"

"I wasn't strong enough. There were certain… factors that eventually tore us apart."

"Were you in love with him?"

"Completely, utterly, and I thought at the time at least, irreversibly."

Lily looked as if she was in a different world. As Serena watched the women who raised her reminisce over some lost love of the past. She wondered who this mystery guy was, and then it hit her.

Rufus.


	5. Lunch and an Invitation

A/n: This will probably be the last chapter for like two weeks, as I am leaving tonight for Independence Day festivities, and then I'll be away for a week and a half. Really, I don't know how anyone will survive without my constant updates, but I know you'll somehow find a way. Especially since the first two chapters were mediocre at best. Anywho, I've just realized that I didn't put a disclaimer on any of the earlier chapters, which is alarming for two reasons: There is now about an 87 percent chance that I will be sued, and they will most likely take me for all I am worth, which is currently about ten dollars. And, I usually like to put some sort of witty and slightly insulting remark in the disclaimer. I really do hate to miss out on such a good opportunity to display my comedic abilities, but ah well, it can't be helped now.

Disclaimer: Is it really necessary at this point?

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As Lily Van der Woodsen entered the café (they had agreed to meet in Brooklyn, where there was very little chance of anyone from the Upper East Side spotting them) where she would be having lunch with Rufus, she wasn't sure what she was expecting of this meeting. She didn't know what she wanted out of a relationship with Rufus, and she would probably only end up more confused by the end of their lunch. Rufus had that effect on her. Just when she had everything under control, her children, Bart, et cetera, Rufus had come back into her life and everything she thought she knew became unclear once again.

Really, when she thought about it, even if she decided that she wanted to be with Rufus, it wouldn't be that big of a deal. Yes, people would talk, her mother would probably have a heart attack, and Serena would be pissed. But it was only a matter of time before the next big scandal would come along, and people would soon forget that Lily had a boyfriend from the wrong side of the bridge.

Bart's reaction was a bit worrisome. You don't dump a Bass without good reason, even if you are Lily Van der Woodsen. But she was fairly certain he would find some twenty something model that would be more than happy to console him.

While the others people in her life might be difficult, Lily's true enemy was herself. She was scared of getting hurt, or hurting Rufus. The passion she felt when she was with Rufus was something she had avoided in her marriages, opting instead for comfort and consistency. He made her nervous, he made her feel young again, carefree and maybe a little irrational.

She put those thoughts out of her head as she saw Rufus enter the café. She was getting a little ahead of herself. They were only having lunch, and surely no decisions about whatever future they may have would be made today.

"How are you, Lily?" Rufus asked as he sat down across from her.

"Fine, fine. Sorry about my little meltdown. It seems I've been having a little trouble keeping it together as of late."

"It must be my presence in your life causing you to regress." He joked.

"Oh yes, that must be it, one look from you and I'm seventeen again," She said in a joking voice that she hoped was convincing, as he actually right, it was his presence that made it hard for her to maintain her put together persona.

"So, how's Bart?" He said his name in a way that clearly showed his distaste for the man.

"Oh, he's fine, probably off cavorting with some girl half his age. His son informed me that he was carting around some twelve year old just last week."

Rufus tried to hide his joy that Lily was not happy with Bart, but couldn't help but smirk and reply,

"Well, to hell with him then. To be honest, I'm surprised the old man can keep up with you."

"Well, sometimes he needs a break, but you'd be surprised at how well he does," was Lily's retort. Rufus grimaced at the thought,

"That is not really a picture I wanted in my head."

"Really? That's too bad, Bart is in impeccable shape for his age."

"Alright, Alright, I'm sorry I asked."

Lily smiled as she watched Rufus squirm at the thought of her and Bart together. The rest of the lunch passed smoothly, with the two exchanging witty banter. It was almost if no time had passed at all, and though it had been twenty years, they were still remarkably comfortable with each other. Before Lily knew it, Rufus was paying the bill and they were getting up to leave.

"Lily, the kids will be out Thursday night, probably with your kids, you should come over, I'll make you dinner. I know how you appreciate a home cooked meal."

"I don't know Rufus, your dishes have a tendency to not have enough salt. Besides, it would be a bit risky, I don't want the children finding out that we spend time together. Serena would have a fit."

At his crestfallen look Lily quickly changed her mind. It was just dinner, what harm could it do?

"You know what Rufus, that would be lovely. What time should I be there?"

"How's eight o'clock?"

"Sounds perfect. It was good to see you Rufus."

"See you Thursday." In a surge of courage, Rufus leaned over and pecked Lily quickly on the lips before closing the door to the cab she was taking back to the Upper East Side. Lily rode back to the palace in a bit of a daze, the same way she had after he had kissed her at Eleanor's party. God, and once again, she needed a drink. She felt both excitement and nervousness build over her upcoming dinner with Rufus. They would be alone, and she didn't really know what Rufus expected of her, but nonetheless, Lily Van der Woodsen felt happier than she had in a long time.

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Naive UESers.. do you really think you can hide? Apparently Lily Van der Woodsen thought so when she met Mr. Lonely Boy at a questionable cafe for lunch. I'm sure they would say they were just friends, bonding over the trials of raising children, but i think not. Hey Lil, do you usually kiss your friends on the lips after a platonic lunch? And what about dear Bart Bass? Tsk tsk Mrs. Vander Woodsen, you better get your affairs in order quickly, because your secret is out.

xoxo

Gossip Girl

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